APPLICABLE PRICING SUPPLEMENT MERCEDES-BENZ SOUTH AFRICA LIMITED (Pretoria, Republic of South Africa) as Issuer unconditionally and irrevocably guaranteed by DAIMLER AG (Stuttgart, Federal Republic of Germany) as Guarantor Issue of ZAR500,000,000 Senior Unsecured Floating Rate Notes due 23 February 2021 Under its ZAR35,000,000,000 Domestic Medium Term Note Programme This Applicable Pricing Supplement must be read in conjunction with the Programme Memorandum dated 21 December 2015, prepared by Mercedes-Benz South Africa Limited in connection with the Mercedes-Benz South Africa Limited ZAR35,000,000,000 Domestic Medium Term Note Programme, as amended and/or supplemented from time to time (the Programme Memorandum). Any capitalised terms not defined in this Applicable Pricing Supplement shall have the meanings ascribed to them in the section of the Programme Memorandum headed Terms and Conditions of the Notes. This document constitutes the Applicable Pricing Supplement relating to the issue of Notes described herein. The Notes described herein are issued on and subject to the Terms and Conditions as amended and/or supplemented by the Terms and Conditions contained in this Applicable Pricing Supplement. To the extent that there is any conflict or inconsistency between the contents of this Applicable Pricing Supplement and the Programme Memorandum, the provisions of this Applicable Pricing Supplement shall prevail. PARTIES 1. Issuer Mercedes-Benz South Africa Limited 2. Guarantor Daimler AG 3. Dealer Nedbank Limited, acting through its Corporate and Investment Banking division 4. Debt Sponsor Rand Merchant Bank, a division of FirstRand 5. Paying Agent Rand Merchant Bank, a division of FirstRand 1 Merchant Place, Cnr Fredman Drive and Rivonia Road, Sandton 2196 6. Calculation Agent Rand Merchant Bank, a division of FirstRand 1 Merchant Place, Cnr Fredman Drive and Rivonia Road, Sandton 2196 7. Transfer Agent Computershare Investor Services Proprietary Limited 70 Marshall Street, Johannesburg, 2001, South Africa 1
PROVISIONS RELATING TO THE NOTES 8. Status of Notes Senior Unsecured 9. Form of Notes Listed Notes, issued in uncertificated form and held by the CSD 10. Series Number 62 11. Tranche Number 1 12. Aggregate Nominal Amount: (a) Series ZAR500,000,000 (b) Tranche ZAR500,000,000 13. Interest Interest-bearing 14. Interest Payment Basis Floating Rate 15. Automatic/Optional Conversion from one Interest/Redemption/Payment Basis to another 16. Issue Date 23 February 2018 17. Nominal Amount per Note ZAR1,000,000 18. Specified Denomination ZAR1,000,000 19. Specified Currency ZAR 20. Issue Price 100% 21. Interest Commencement Date 23 February 2018 22. Maturity Date 23 February 2021 23. Applicable Business Day Convention 24. Final Redemption Amount 100% Following Business Day, with no adjustments to be made to the Interest Periods 25. Last Day to Register by 17h00 on 12 February, 12 May, 12 August and 12 November of each year until the Maturity Date 26. Books Closed Period(s) The Register will be closed from 13 February to 22 February, 13 May to 22 May, 13 August to 22 August and 13 November to 22 November (all dates inclusive) in each year until the Maturity Date FIXED RATE NOTES FLOATING RATE NOTES 27. (a) Interest Payment Date(s) 23 February, 23 May, 23 August and 23 November of each year until the Maturity Date with the first Interest Payment Date being 23 May 2018 (b) Interest Period(s) From and including one Interest Payment Date to but excluding the following Interest Payment Date, save that the first Interest Period shall commence on the Interest Commencement Date and end the day before the next Interest Payment Date (c) Definition of Business Day (if different from that set out in 2
Condition 1) (Interpretation) (d) Minimum Rate of Interest (e) Maximum Rate of Interest (f) Other terms relating to the method of calculating interest (e.g.: Day Count Fraction, rounding up provision) 28. Manner in which the Rate of Interest is to be determined Screen Rate Determination plus Margin 29. Margin 115 basis points to be added to Reference Rate 30. If Screen Determination: (a) Reference Rate (including relevant period by reference to which the Rate of Interest is to be calculated) (b) (c) Interest Rate Determination Date(s) Relevant Screen Page and Reference Code 31. If Rate of Interest to be calculated otherwise than by ISDA Determination or Screen Determination, insert basis for determining Rate of Interest/Margin/ Fallback provisions 32. Calculation Agent responsible for calculating amount of principal and interest ZERO COUPON NOTES OTHER NOTES 3 Month JIBAR 23 February, 23 May, 23 August and 23 November of each year until the Maturity Date, with the first Interest Rate Determination Date being 20 February 2018 ZAR-JIBAR-SAFEX PROVISIONS REGARDING REDEMPTION/MATURITY 33. Redemption at the Option of the Issuer 34. Redemption at the Option of the Noteholders 35. Early Redemption Amount(s) payable on redemption for taxation reasons pursuant to Condition 11.2 (Redemption for Tax Reasons), on redemption at the option of the Issuer pursuant to Condition 11.3 (Redemption at the Option of the Issuer), on redemption at the option of the Noteholders pursuant to Condition 11.4 (Redemption at the Option of the Noteholders), or on Event of Default pursuant to Condition 17 (Events of Default) (if required or if different from that set out in the relevant Conditions) No No Yes 3
GENERAL 36. Financial Exchange Interest Rate Market of the JSE 37. Additional selling restrictions 38. ISIN No. ZAG000149816 39. Stock Code MBP039 40. Stabilising manager 41. Provisions relating to stabilisation 42. Method of distribution Private Placement 43. Credit Rating assigned to the Programme (if any), date of such rating and date for review of such rating 44. Rating assigned to the Guarantor (if any), date of such rating and date for review of such rating Aaa.za with P-1 (Moody s) as at 12 May 2016, which ratings shall be reviewed from time to time; and AAA(zaf) with F1+ (Fitch) as at 2 June 2016, which ratings shall be reviewed from time to time A2 with P-1 (stable outlook) (Moody s) as at 3 February 2017, which ratings shall be reviewed from time to time; A with A-1 (stable outlook) (S&P) as at 2 November 2016, which ratings may be reviewed from time to time; and A- with F2 (stable outlook) (Fitch) as at 3 June 2015, which ratings may be reviewed from time to time 45. Applicable Rating Agency Moody s Investor Services Limited (Programme and Guarantor); 46. Governing law (if the laws of South Africa are not applicable) Fitch Ratings Ltd (Programme and Guarantor); and Standard & Poor s (Guarantor) 47. Other provisions DISCLOSURE REQUIREMENTS IN TERMS OF PARAGRAPH 3(5) OF THE COMMERCIAL PAPER REGULATIONS IN RELATION TO THIS ISSUE OF NOTES 48. Paragraph 3(5)(a) The ultimate borrower (as defined in the Commercial Paper Regulations) is the Issuer. 49. Paragraph 3(5)(b) The Issuer is a going concern and can in all circumstances be reasonably expected to meet its commitments under the Notes. 50. Paragraph 3(5)(c) The auditor of the Issuer is KPMG Incorporated. 51. Paragraph 3(5)(d) As at the date of this issue: (i) the Issuer has issued ZAR23,400,000,000 (excluding this issuance and the issue of MBP040 to be issued on the same day) Commercial Paper (as defined in the Commercial Paper Regulations) (which amount includes Notes issued under the Previous Programme Memorandum); and 4